Terms of Use

PlanningPoker.com Terms of Use

We strongly believe in the importance of providing you and your team an effective tool to help agile teams to collaboratively estimate the effort required to complete a set of user stories and accurately forecast the sprint work that can be completed. We understand the need for your team to keep that information confidential, and we endeavor to provide Terms of Use and a Privacy Policy that addresses and meets those concerns.

This Web page states the Terms of Use ("Terms") under which You (as defined below) may use WWW.PLANNINGPOKER.COM and its affiliate websites ("PLANNINGPOKER"), an on-line service providing a digital card game designed to help agile teams collaboratively estimate the effort required to complete a set of user stories and accurately forecast the sprint work that can be completed.

Please read these Terms carefully. If You do not accept the Terms stated here, do not use PLANNINGPOKER and its services. By using PLANNINGPOKER, You agree to be bound by these Terms, including the PLANNINGPOKER Privacy Statement. 352, Inc. ("352") may revise these Terms at any time by posting an updated version to this Web page along with a message stating that the Terms have been updated on the login page of this website for at least 15 days after the updated version is posted.

The terms "You" and "User" as used herein refer to all individuals and/or entities accessing PLANNINGPOKER for any reason. If you are entering into this agreement on behalf of a company or other legal entity, you represent that you have the authority to bind the entity to these terms and conditions, in which case the terms "you" or "your" shall refer to the entity. If you do not have such authority, or if you do not agree with these terms and conditions, you may not use the Service. The term “post” as used herein shall mean information that You submit, publish or display on any 352 Site (as defined below).

PLANNINGPOKER is not a gambling site. This site does not provide any remuneration, money or consideration to a user at anytime. All users of this site are prohibited from wagering or betting in connection with its digital card games. PLANNINGPOKER specifically prohibits the use of betting, gambling or wagering on the results of any PLANNINGPOKER game. There are no winnings nor payouts as this service does not provide a poker game.

1. Eligibility.

You must be 18 years of age or older, or the age of majority as that is defined in your jurisdiction, whichever is older, to visit or use PLANNINGPOKER in any manner. By visiting PLANNINGPOKER or accepting these Terms, You represent and warrant to 352 that You have reached the age of majority in your jurisdiction, and that You have the right, authority and capacity to agree to and abide by these Terms. You also represent and warrant to 352 that You will use PLANNINGPOKER in a manner consistent with any and all applicable laws and regulations.

In order to access some features of PLANNINGPOKER, you will have to create a PLANNINGPOKER account. You may never use another's account without permission. When creating your account, you must provide accurate and complete information. You are solely responsible for the activity that occurs on your account, and you must keep your account password secure. You must notify 352 immediately of any breach of security or unauthorized use of your account.

Although 352 will not be liable for your losses caused by any unauthorized use of your account, you may be liable for the losses of 352 or others due to such unauthorized use.

Visitors: If you visit any of the PLANNINGPOKER sites, but fail to register, your access and rights to use the PLANNINGPOKER services will be significantly limited. As a Visitor you are restricted from certain aspects of the PLANNINGPOKER sites.

2. Use of PLANNINGPOKER Content.

352 authorizes You to view and access a single copy of the content available on or from PLANNINGPOKER solely for your personal use. The contents of PLANNINGPOKER, and of all other Web sites under 352's control, whether partial or otherwise (PLANNINGPOKER and such other Web sites are sometimes collectively referred to as "352 Sites") such as text, graphics, images, logos, button icons, software and other 352 content (collectively, "352 Content"), are protected under both United States and foreign copyright, trademark and other laws. All 352 Content is the property of 352 or its content suppliers or licensors. The compilation (meaning the collection, arrangement and assembly) of all content on the 352 Sites is the exclusive property of 352 and is protected by United States and foreign copyright, trademark, and other laws. Unauthorized use of the 352 Content may violate these laws, and is strictly prohibited. You must retain all copyright, trademark, service mark and other proprietary notices contained in the original 352 Content on any authorized copy You make of the 352 Content.

You agree not to sell or modify the 352 Content or reproduce, display, publicly perform, distribute, or otherwise use the 352 Content in any way for any public or commercial purpose, in connection with products or services that are not those of PLANNINGPOKER, in any other manner that is likely to cause confusion among consumers, that disparages or discredits PLANNINGPOKER or its licensors, that dilutes the strength of PLANNINGPOKER's or its licensor's property, or that otherwise infringes PLANNINGPOKER's or its licensor's intellectual property rights. You further agree to in no other way misuse 352 Content that appears on this Site, other than those specifically permitted herein or by written agreement with PLANNINGPOKER. Unless specifically permitted herein or in writing by PLANNINGPOKER, the use of the 352 Content on any other Web site or in a networked computer environment for any purpose is prohibited. Any code that PLANNINGPOKER creates to generate or display any 352 Content or the pages making up any 352 Sites is also protected by PLANNINGPOKER's copyright and you may not copy or adapt such code.

(2)(i) Your Ownership Rights. We understand the need for You to keep the game related data you provide (including the user stories and game results), confidential, and we endeavor to addresses and meet those concerns herein. Subject to the licenses granted in this Agreement, You retain any right, title and interest, including without limitation all worldwide intellectual property rights, in and to the Content of any information that are placed, submitted, posted or displayed by You on or through the PLANNINGPOKER products and services. By creating a game, including but not limited to game name, description of game, and user stories, You grant 352 an unlimited, worldwide, perpetual, non-exclusive right and license to use, display, distribute, copy, share, modify and create derivative works of Your content without further compensation or payment, for the limited purposes of providing the PLANNINGPOKER products and services to you. To be clear, PLANNINGPOKER will not provide or sell the game related data you provide (including the user stories and game results) to any third party, unless it is necessary for the functioning of PLANNINGPOKER, or by proper and enforceable demand from a legal proceeding. You acknowledge that You are aware that 352 has limited practical ability to control or monitor possible infringement of Your intellectual property rights by other parties and that 352 assumes no responsibility for controlling or monitoring such intellectual property rights. In addition, 352 is not responsible for enforcing Your intellectual property or for suing or taking other legal action against infringers who fail to cease using Your Content or intellectual property upon revocation. You or a third party licensor, as appropriate, are responsible for protecting Your intellectual property rights. By creating an account on PLANNINGPOKER, you agree to be identified as a user of PLANNINGPOKER and you agree that 352 may refer to you by corporate name, trade name and/or trademark, if applicable, unless you request in writing that you wish to not be identified as a user of PLANNINGPOKER. You hereby grant 352 a fully-paid, irrevocable, perpetual, world-wide license to use your name and any of your trade names and trademarks solely in connection with the rights granted to 352 pursuant to this marketing section.

(ii) 352's Ownership Rights. 352 and its licensors own all right, title and interest, including without limitation all worldwide intellectual property rights in the PLANNINGPOKER products and services, and all such rights to all derivative works or enhancements of, in and to, or relating to, the PLANNINGPOKER products and services. By entering into this Agreement or by Your participation, visit or use of PLANNINGPOKER, You will not acquire any intellectual property or similar rights in the PLANNINGPOKER products or services other than a limited right to use the products or services for Your personal benefit. You agree You will not (i) remove, alter or conceal any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the PLANNINGPOKER products or related products and services; or (ii) use PLANNINGPOKER's name, logo, trademark, trade names or service marks except as expressly permitted in this Agreement without 352's prior written consent.

(iii) 352's Limited Trademark License to You. During the term of this Agreement, and subject to Your compliance with the terms and conditions of this Agreement, You will have the right to use the trade names, trademarks, logos and designations in or associated with the PLANNINGPOKER marks (including U.S. Reg. No. 3473287) solely for purposes of identifying PLANNINGPOKER and solely in connection with Your permitted activities under this Agreement. You agree that the PLANNINGPOKER marks and all associated goodwill are and will remain the sole property of 352 and Mountain Goat Software, LLC, that any goodwill generated as a result of Your licensed use of the PLANNINGPOKER marks belongs exclusively to 352 and Mountain Goat Software, LLC and inures solely to the benefit of 352 and Mountain Goat Software, LLC, and that Your use of PLANNINGPOKER marks is subject to 352's control of the quality of any products or services with respect to which You may be authorized to use the PLANNINGPOKER marks.

3. PLANNINGPOKER Site Restrictions.

You may not use the PLANNINGPOKER Site in order to transmit, post, distribute, store or destroy material, including without limitation, 352 Content, (a) in violation of any applicable law or regulation, (b) in a manner that will infringe the copyright, trademark, trade secret or other intellectual property rights of others or violate the privacy, publicity or other personal rights of others, or (c) that is defamatory, obscene, threatening, abusive or hateful.

You warrant and agree that, while using the PLANNINGPOKER site and the various services and features offered on or through the PLANNINGPOKER site, you shall not: (a) impersonate any person or entity, whether actual or fictitious, or misrepresent your affiliation with any other person or entity; (b) insert your own or a third party's advertising, branding or other promotional content into any of the PLANNINGPOKER site's content, materials or services, or use, redistribute, republish or exploit such content or service for any further commercial or promotional purposes; (c) attempt to gain unauthorized access to other computer systems through the PLANNINGPOKER site; (d) engage in spidering, screen scraping, database scraping, harvesting of catalogue information, e-mail addresses, wireless addresses or other contact or personal information, or any other automatic means of obtaining lists of catalogue items or information, users or other information from or through the PLANNINGPOKER Site or the services offered on or through the PLANNINGPOKER site, including without limitation any information residing on any server or database connected to the PLANNINGPOKER site or the services offered on or through the PLANNINGPOKER site; (e) obtain or attempt to obtain unauthorized access to computer systems, materials or information through any means; (f) use the PLANNINGPOKER site or the services made available on or through the PLANNINGPOKER site in any manner with the intent to interrupt, damage, disable, overburden, or impair the PLANNINGPOKER site or such services, including, without limitation, sending mass unsolicited messages or "flooding" servers with requests; (g) use the PLANNINGPOKER site's services or features in violation of PLANNINGPOKER or any third party's intellectual property or other proprietary or legal rights; (h) use any known or future unknown technology to harvest, names, auction ids PLANNINGPOKER site addresses, names or addresses for spam, reverse engineering, data collection, data mining, unsolicited telemarketing or other unwanted nuisance intrusions; (i) use any device, software or scheme that would interfere with the proper functioning of the PLANNINGPOKER site, or any transaction via the PLANNINGPOKER site; (j) place an undue burden or interfere with the lawful transmission of our content to our users, use any device to limit our total free access to the web infrastructure; and (k) use the PLANNINGPOKER site or the PLANNINGPOKER site's services in violation of any applicable law. You further agree that you may not attempt (or encourage or support any one else's attempt) to engage in any of the foregoing prohibited activities or to circumvent, reverse engineer, decrypt, disassemble, decompile or otherwise alter or interfere with the PLANNINGPOKER site or the PLANNINGPOKER site's services, or any content thereof, or make unauthorized use thereof. You agree that you will not use the PLANNINGPOKER site in any manner that could damage, disable, overburden, or impair the PLANNINGPOKER site or interfere with any other party's use and enjoyment of the PLANNINGPOKER site. You may not obtain, use or access, or attempt to obtain, use or access, any materials or information through any means not intentionally made publicly available or provided for through the PLANNINGPOKER site.

4. Specific Prohibited Uses or Restrictions.

The following is a partial list of User Content that is prohibited on the PLANNINGPOKER Sites. The list below is for illustration and is not a complete list of all prohibited User Content: Content that: (1) is implicitly or explicitly offensive, such as User Content that engages in, endorses or promotes racism, bigotry, discrimination, hatred or physical harm of any kind against any group or individual; (2) harasses, incites harassment or advocates harassment of any group or individual; (3) involves the transmission of "junk mail", "chain letters," or unsolicited mass mailing or "spamming"; (4) promotes or endorses false or misleading information or illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous; (5) promotes or endorses an illegal or unauthorized copy of another person's copyrighted work, such as providing or making available pirated computer programs or links to them, providing or making available information to circumvent manufacture-installed copy-protect devices, or providing or making available pirated music or other media or links to pirated music or other media files; (6) contains restricted or password only access pages, or hidden pages or images; (7) displays or links to pornographic, indecent or sexually explicit material of any kind; (8) provides or links to material that exploits people under the age of 18 in a sexual, violent or other manner, or solicits personal information from anyone under 18; or (9) provides instructional information about illegal activities or other activities prohibited by these Terms, including without limitation, making or buying illegal weapons, violating someone's privacy, providing or creating computer viruses or pirating any media; and (10) solicits passwords or personal identifying information from other Users.

If notified by a User of User Content or other materials which allegedly do not conform to these Terms, PLANNINGPOKER may in its sole discretion investigate the allegation and determine whether to take any other actions and whether to remove or request the removal of the User Content. PLANNINGPOKER has no liability or responsibility to Users for performance or nonperformance of such activities. You acknowledge that 352 may or may not pre-screen Content, but that 352 and its designees shall have the right (but not the obligation) in their sole discretion to pre-screen, refuse, or move any Content that is available via the Service. Without limiting the foregoing, 352 and its designees shall have the right to remove any Content that violates these terms or is otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content. In this regard, you acknowledge that you may not rely on any Content created by 352 or submitted to 352. PLANNINGPOKER does not necessarily monitor any materials posted, transmitted, or communicated to or within the Site. If notified by a User of User Content or other materials which allegedly do not conform to these Terms, PLANNINGPOKER may in its sole discretion investigate the allegation and determine whether to take any other actions whether to remove or request the removal of the User Content. PLANNINGPOKER has no liability or responsibility to Users for performance or nonperformance of such activities.

5. Registration Information and Password.

When You register with any PLANNINGPOKER Site, including but not limited to as an user, participant or Sponsor, You will be asked to create a PLANNINGPOKER account or other account and provide PLANNINGPOKER with certain information including, without limitation, a valid work email address (your "Information"). Information you submit will be used in accordance with PLANNINGPOKER's Privacy Statement. You are responsible for providing accurate information in order to create an account. You understand and acknowledge that you have no ownership rights in your PLANNINGPOKER account, and that if you seek to cancel your PLANNINGPOKER account, all your account information from PLANNINGPOKER (including but not limited to any active or saved games and all data associated with such games), may be marked as deleted in PLANNINGPOKER's databases and may be removed from any public area of the PLANNINGPOKER Sites. Information may continue to be available for some period of time because of delays in propagating such deletion through PLANNINGPOKER's web servers. In addition, third parties service providers may retain cached copies of your Information. For all account related concerns, please contact support@planningpoker.com.

You are responsible for maintaining the confidentiality of your account Profile and passwords, as applicable. You may not share your password or other account access information with any other party, temporarily or permanently, and You shall be responsible for all uses of your PLANNINGPOKER registrations and passwords, whether or not authorized by You. You agree to immediately notify PLANNINGPOKER of any unauthorized use of your account or passwords, as the case may be.

6. User Content and Submissions.

You are solely responsible for your PLANNINGPOKER account information, profile, content (including, without limitation works in any form, media, or technology whether now known or later developed), messages, audio, video, photos, text, images, compilations or other information ("User Content") that You post on PLANNINGPOKER or transmit to other Users. You agree that in submitting User Content or otherwise using PLANNINGPOKER that you will not impersonate any person, or submit any materials to PLANNINGPOKER that are false, inaccurate, misleading, unlawful, or are otherwise in violation of your obligations under these Terms.

PLANNINGPOKER does not represent or guarantee the truthfulness, accuracy, or reliability of User Content or any other communications posted by Users or endorse any opinions expressed by Users. You acknowledge that any reliance on material posted by other Users will be at your own risk.

352’s policy does not generally permit us to accept or consider creative ideas, suggestions, inventions or materials other than those which we have specifically requested. If, despite our request, or in the event that 352 does actively seek your feedback or suggestions (through mechanisms, including but not limited to a User Voice plug-in and User Voice Web page, email, form submission etc.), and You send us creative suggestions, ideas, drawings, concepts, inventions, or other information (collectively the "Submission"), the Submission shall be the property of 352. None of the Submission shall be subject to any obligation of confidentiality on our part and we shall not be liable for any use or disclosure of any Submission. 352 shall have an irrevocable, royalty-free, perpetual, fully paid non-exclusive right (including moral rights) and worldwide license to use, copy, reproduce, modify, adapt, publish, translate, communicate to the public, perform, display, and distribute such Submission (in whole or in part) and to prepare derivative works of, or incorporate into other works (in any form, media or technology now known or later developed, for the full term of any rights that may exist in such content) such Submission, and to grant and authorize sublicenses thereof (through multiple tiers).

7. Sponsors.

If You Participate as a Sponsor, You are solely responsible for all advertising content You transmit or submit to PLANNINGPOKER. Prior to providing any Ads and Participating as a Sponsor, You may be required to read and accept additional written terms and conditions governing Your submission of Ads to PLANNINGPOKER (the "Advertiser Agreement"). PLANNINGPOKER disclaims all liability relating to Your Ads and You agree to indemnify PLANNINGPOKER for all loses PLANNINGPOKER incurs associated with the Ads.

8. PLANNINGPOKER's Liability.

PLANNINGPOKER acts on-line service providing a digital card game designed to help agile teams collaboratively estimate the effort required to complete a set of user stories and accurately forecast the sprint work that can be completed. 352 is not involved in the actual game play between users. As a result, 352 has no control over the quality, safety or legality of the games, the truth or accuracy of the games, and 352 makes no representations about any game results on PLANNINGPOKER.

352 may take any action with respect to User Content that it deems necessary or appropriate in its sole discretion if it believes that such User Content could create liability for 352, damage 352 and/or PLANNINGPOKER's brand or public image, or cause 352 and/or PLANNINGPOKER to lose (in whole or in part) the services of its ISPs or other suppliers. While 352 reserves the right in its sole discretion to remove content or material from PLANNINGPOKER from time to time, 352 does not assume any obligation to do so and disclaims any liability for failing to take any such action.

Because User authentication on the Internet is difficult, PLANNINGPOKER cannot and does not confirm that each User is who they claim to be. Because we do not and cannot be involved in User-to-User dealings or control the behavior of participants on any PLANNINGPOKER Site, in the event that You have a dispute with one or more Users, You release PLANNINGPOKER (and our agents and employees) from claims, demands and damages (actual and consequential and direct and indirect) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes. If You are a California resident, You waive California Civil Code Section 1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor."

The PLANNINGPOKER Site and the User Content may contain inaccuracies or typographical errors. 352 makes no representations about the accuracy, reliability, completeness, or timeliness of any PLANNINGPOKER Site or the User Content. The use of all PLANNINGPOKER Sites and the User Content is at your own risk. Changes are periodically made to PLANNINGPOKER Sites and may be made at any time. You acknowledge and agree that You are solely responsible for the form, content and accuracy of any resume or material contained therein placed by You on the PLANNINGPOKER Sites.

PLANNINGPOKER cannot guarantee and does not promise any specific results from use of PLANNINGPOKER or any PLANNINGPOKER Site. No advice or information, whether oral or written, obtained by a User from PLANNINGPOKER or through or from PLANNINGPOKER or any other PLANNINGPOKER Site shall create any warranty not expressly stated herein.

9. DISCLAIMER OF WARRANTIES.

THE SITE, INCLUDING, WITHOUT LIMITATION, ALL SERVICES, CONTENT, FUNCTIONS AND MATERIALS, IS PROVIDED "AS IS," "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED BY STATUTE, COMMON LAW OR OTHERWISE, FOR INFORMATION, DATA, DATA PROCESSING SERVICES, UPTIME OR UNINTERRUPTED ACCESS, ANY WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY, USEFULNESS, OR CONTENT OF INFORMATION, ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND ANY IMPLIED WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, AND WE HEREBY DISCLAIM ANY AND ALL SUCH WARRANTIES, EXPRESS AND IMPLIED. WE DO NOT WARRANT, REPRESENT OR COVENANT THAT THE WEB SITE OR THE SERVICES, CONTENT, FUNCTIONS OR MATERIALS CONTAINED THEREIN WILL BE TIMELY, SECURE, UNINTERRUPTED OR ERROR FREE, OR THAT DEFECTS WILL BE CORRECTED. WE MAKE NO WARRANTY THAT THE WEB SITE WILL MEET USERS' REQUIREMENTS. NO ADVICE, RESULTS OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. 352 ALSO ASSUMES NO RESPONSIBILITY, AND SHALL NOT BE LIABLE FOR, ANY DAMAGES TO, OR VIRUSES THAT MAY INFECT, YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO, USE OF, OR BROWSING IN THE SITE OR YOUR DOWNLOADING OF ANY MATERIALS, DATA, TEXT, IMAGES, VIDEO, AUDIO OR SOFTWARE FROM THE SITE. IF YOU ARE DISSATISFIED WITH THE SITE, YOUR SOLE REMEDY IS TO DISCONTINUE USING THE SITE.

WE TRY TO ENSURE THAT THE INFORMATION POSTED ON THE SITE IS CORRECT AND UP-TO-DATE. WE RESERVE THE RIGHT TO CHANGE OR MAKE CORRECTIONS TO ANY OF THE INFORMATION PROVIDED ON THE SITE AT ANY TIME AND WITHOUT ANY PRIOR WARNING. WE CANNOT, AND DO NOT, GUARANTEE THE CORRECTNESS, PRECISION, THOROUGHNESS OR COMPLETENESS OF ANY OF THE INFORMATION AVAILABLE ON THE SITE, NOR WILL WE BE LIABLE FOR ANY INACCURACY OR OMISSION CONCERNING ANY OF THE INFORMATION PROVIDED ON THE SITE.

WITHOUT LIMITATION OF THE ABOVE IN THIS SECTION, 352 AND ITS AFFILIATES, SUPPLIERS AND LICENSORS MAKE NO WARRANTIES OR REPRESENTATIONS REGARDING ANY PRODUCTS OR SERVICES ORDERED OR PROVIDED VIA THE WEB SITE, AND HEREBY DISCLAIM, AND YOU HEREBY WAIVE, ANY AND ALL WARRANTIES AND REPRESENTATIONS MADE IN PRODUCT OR SERVICES LITERATURE, FREQUENTLY ASKED QUESTIONS DOCUMENTS AND OTHERWISE ON THE SITE OR IN CORRESPONDENCE WITH ITS AGENTS. ANY PRODUCTS AND SERVICES ORDERED OR PROVIDED VIA THE SITE ARE PROVIDED BY PLANNINGPOKER "AS IS," EXCEPT TO THE EXTENT, IF AT ALL, OTHERWISE SET FORTH IN A LICENSE OR SALE AGREEMENT SEPARATELY ENTERED INTO IN WRITING BETWEEN YOU AND PLANNINGPOKER OR ITS LICENSOR OR SUPPLIER.

10. LIMITATION OF LIABILITY.

IN NO EVENT SHALL 352 AND/OR PLANNINGPOKER, ITS AFFILIATES OR ANY OF THEIR DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR CONTENT OR SERVICE PROVIDERS (COLLECTIVELY, THE "PROTECTED ENTITIES") BE LIABLE, WHETHER IN AN ACTION BASED ON A CONTRACT INDEMNIFICATION, OBLIGATION, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE), COLLATERALLY OR ARISING FROM ANY STATUTORY DUTY, PRE-CONTRACT OR OTHER REPRESENTATIONS, OR OTHERWISE, HOWEVER ARISING, FOR ANY ECONOMIC LOSSES (INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUES, PROFITS, CONTRACTS, BUSINESS, GOODWILL OR ANTICIPATED SAVINGS) OR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES ARISING FROM, OR DIRECTLY OR INDIRECTLY RELATED TO, THE USE OF, OR THE INABILITY TO USE, THE SITE OR THE CONTENT, MATERIALS AND FUNCTIONS RELATED THERETO, YOUR PROVISION OF INFORMATION VIA THE WEB SITE, LOST BUSINESS OR LOST SALES, EVEN IF SUCH PROTECTED ENTITY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO CERTAIN USERS. IN NO EVENT SHALL THE PROTECTED ENTITIES BE LIABLE FOR OR IN CONNECTION WITH ANY CONTENT POSTED, TRANSMITTED, EXCHANGED OR RECEIVED BY OR ON BEHALF OF ANY USER OR OTHER PERSON ON OR THROUGH THE SITE. IN NO EVENT SHALL THE TOTAL AGGREGATE LIABILITY OF THE PROTECTED ENTITIES TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE OR OTHERWISE) ARISING FROM THE TERMS AND CONDITIONS OR YOUR USE OF THE SITE EXCEED, IN THE AGGREGATE, THE AMOUNT, IF ANY, PAID BY YOU TO BA FOR YOUR USE OF THE SITE OR PURCHASE OF PRODUCTS VIA THE SITE (NOT INCLUDING AUCTION ITEM PURCHASES).

11. Local Standards.

We do not represent that materials on the PLANNINGPOKER Site are appropriate for use in all locations. Persons who choose to access the PLANNINGPOKER Site do so on their own initiative, and are responsible for compliance with local laws, if and to the extent local laws are applicable.

12. Links to Content and Other Sites.

PLANNINGPOKER and certain other PLANNINGPOKER Sites contain links to third party Web sites and content. These links are provided solely as a convenience to You and not as an endorsement by PLANNINGPOKER of the contents on such third-party Web sites. PLANNINGPOKER is not responsible for the content of linked third-party sites and does not make any representations regarding the content or accuracy of materials on such third party Web sites. If You decide to access linked third-party Web sites, You do so at your own risk.

PLANNINGPOKER and certain other PLANNINGPOKER Sites contain links to social media sites. These links are provided solely as a convenience to You and not as an endorsement by 352 and/or PLANNINGPOKER of the content on such social media sites. 352 and/or PLANNINGPOKER is not responsible for the content, accuracy of such content, or manner in which such content is provided to these third party social media sites. You specifically agree that the use of these social media sites in conjunction with PLANNINGPOKER is at your own risk.

13. Indemnity.

You agree to defend, indemnify, and hold harmless 352 and PLANNINGPOKER, its affiliates, and their respective officers, directors, employees and agents, from and against any claims, actions or demands, including without limitation reasonable legal and accounting fees, alleging or resulting from (i) any User Content or other material You provide to any PLANNINGPOKER Site, (ii) your use of any Planning Poker Content (specifically including the distribution of a game link which you provided to any and all third parties, regardless of whether they created their own account), or (iii) your breach of the terms of these Terms. PLANNINGPOKER shall provide notice to You promptly of any such claim, suit, or proceeding.

14. Miscellaneous.

Our failure to exercise or enforce any right or provision of the Terms of Use shall not constitute a waiver of such right or provision. Any waiver of any provision of these Terms of Use by 352 must be made in writing and signed by an authorized representative of 352 specifically referencing these Terms of Use and the provision to be waived. Headings used in these Terms of Use are for convenience only and are not to be relied upon. If any provision of the Terms of Use is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms of Use remain in full force and effect. These Terms of Use will inure to the benefit of, and are intended to be enforceable by, PLANNINGPOKER's successors, assigns and licensees. There are no third party beneficiaries to this Agreement; a person who is not a party to this Agreement has no rights under the Contracts (Rights of Third Parties) Act 1999 to rely upon or enforce any term or provision of this Agreement.

15. Legal Disputes

If any dispute arises between You, a Visitor, You, another registered user, another game participant, an Advertiser and/or PLANNINGPOKER, 352 or any combination thereof, as it relates to PLANNINGPOKER and this Agreement, such dispute shall be submitted and settled in accordance with the Rules of the American Arbitration Association, in Palm Beach County, Florida and the decision of a single English speaking arbitrator shall be final and binding. You further agree that in the event PLANNINGPOKER and/or 352 becomes a party to the dispute involving this Agreement, each party shall bear its own costs and legal fees. In any disputes between You, another registered user, and/or another game participant, where PLANNINGPOKER and 352 are not parties to the suit, you agree to pay $1,000.00 in damages and costs for PLANNINGPOKER and/or 352 having to respond to any subpoena regarding the dispute.

The Terms of Use and the relationship between you and us shall be governed by the laws of the State of Florida, without regard to its conflict of law provisions. In the event that a Court determines that the arbitration clause below is unenforceable or inapplicable, You agree that any cause of action that may arise under the Terms of Use shall be commenced and be heard in the appropriate court in the State of Florida, Palm Beach County. You agree to submit to the personal and exclusive jurisdiction of the courts located within Palm Beach County in the State of Florida.

These Terms constitute a binding agreement between You and 352, and is accepted by You upon your use of the PLANNINGPOKER Site.